the Spider-Man
by CaptainS10
Summary: A novel version of Spider-Man's journey in the Marvel Cinematic Universe, from shortly after he was bitten through all of the movies.
1. Chapter 1

**Hello, Marvel fans! So this is my first foray into the world of MCU fanfiction, and I'm super excited! I have been wanting to write something for this fandom for a long time, but I felt like I didn't have any decent ideas. This one came to me on a whim yesterday, after chasing scenes from the two Spider-Man movies in my head around for days that I really liked. Why not do a novel retelling of the movies? I have no diea if it's been done before for this fandom, although I realize it likely has been; but one can never get enough of something they love, right?**

**I'm starting with Spider-Man for a few reasons. A, because I've always loved Spider-Man, and I had always wanted to write something for him anyway. B, because I recently saw both of the new MCU Spidey movies, so they were fresh in my brain. C, because I'm still recovering from Endgame, and I'm desperately craving to write some Tony Stark and Peter Parker scenes.**

**So yeah! This will follow the canon of the movies pretty closely, but it's not going to be a carbon copy of it either. I will keep major story and major conversations the same in their essence, but I'm hoping to fill in some of the missing pieces of things in the MCU and give us some more of what we want to see. I do hope to do at least a few of these - Iron Man is next on my list to try - and while each will include bits and pieces of other characters, the main ones will be the main POV focus for each. Surely there will be some crossover later, but I'll sort that out when we get there.**

**This has been a long author's note, so sorry! If you're here, checking this out, then thank you, and please enjoy!**

INTRODUCTION: THE BUILDUP

Everything seemed… grey.

For weeks after the funeral, things seemed out of focus. The only time it ever seemed in focus was when the pain hit, and he couldn't deal with it, not for long. So he didn't. He let things slip out of focus, instead of fighting it. Everything that was happening was unimportant now. Even his stupid powers.

Those powers he'd gotten - oh, he didn't even want to think about them. They were the source of this issue, without a doubt. If he hadn't been so distracted messing with them, reveling in them instead of trying to figure them out and put them to good use, maybe it wouldn't have happened. Or maybe it still would have, but maybe he'd have actually had a shot at stopping it. Maybe he at least would have seen it coming. Maybe he could have done _something_, at least, or tried to. Maybe then he wouldn't feel so _guilty_.

It was worse, of course, because it wasn't just him. No - death rarely ever left only one hurting person in its path. Just as it had been when it was his parents, his aunt was also left behind to suffer. Only this time, the person who had helped her through it was the one that had died. Now they were the only people they both had left, and yet… Oh, he wanted to help her. He wanted to ease her pain, so badly, but he couldn't even ease his own.

In the aftermath of it, and in the weeks after the funeral, things were just grey. And not just for Peter Parker; the loss of his uncle was hard on his aunt, too. And while he knew that the whole time, it wasn't until the night that he heard her weeping from her own room, quietly, trying to cover her pain for him, to help _him_, that he realized how big of a mess he'd been. And then he realized he needed to fix it.

He wasn't the only one mourning. And doubtless, he wasn't the only one who had ever mourned like this, either. His scenario was a wretched one, at times, but he was far from the only one who'd ever experienced anything like this. Seeing his aunt mourn was enough to remind him of that.

Seeing her pain was enough to dull his. It was enough to bring the world back into focus. That included making him face the amount of pain he was in, and the thoughts that accompanied it, rational or not. But his mind was sharp, as it always had been; and he knew enough to know, when he was thinking clearly, what lines of thought were rational, and what ones were not.

And despite it all, the one that had stuck with him, the one that bothered him the most, was oddly the most rational of them all. He may not have been able to stop his uncle's death either way, but part of the reason he was so upset by it was that he had a chance to, if he'd only stepped up to the plate. And from that realization came a determination: he needed to step up to the plate. He had these powers now, like it or not. He had to decide how to use them.

It didn't take long to come to a decision. So long as he had these powers, he had a responsibility to use them. And that meant to him that no one around him would ever feel like this again if he could help it. His reach may not have extended the world over, and he may still have other things to do, and other obligations to attend to, but this would become number one if he could help it. Number two, perhaps, if he absolutely couldn't.

And so he stepped up to the plate. His grades, which had slipped to minimal while he was in his practically catatonic state, went back up, as high as they ever were. He came back out of his shell; he took the time to catch up with his old friends - or old friend, specifically, as fate would have it - and with his aunt, talking with her, trying to work through things, He knew it was still painful for her, but she was managing. She was handling it all better than he ever did. To think she had lost everyone she'd ever cared about and managed to go on like this… Hell, he'd got bitten by a genetically altered spider and went off the rails for a while. His uncle died, and he completely lost his mind, for a lot longer than a while. And then there was her, taking it all in stride.

That was the difference between an adult and a child, he supposed. Perhaps next time he would be able to handle it like an adult.

He shook the thought away. There wouldn't be a next time. He wouldn't let it happen again.

Anger became his drive. Pain became his fuel.

And that's when the hero began to form.

By the second month after the funeral - three months since he'd been bitten and discovered he was getting strange capabilities - he had started to work out the kinks in this whole hero thing.

For one thing, he'd finally started to come into his powers. He kept discovering more things he could do as he went.

The first one he'd discovered, invariably, as it had developed on its own and was near impossible to miss, was his heightened senses. He suspected they had been heightening over time, a simple way his body had changed after the bite, in response to whatever the hell it was it had actually given him. He didn't experience the full height of these new senses until after he'd came to from his grief, so to speak. He'd been catatonic, and his pain had literally taken the world out of focus, dulling everything, including his senses. When he got them back at what should have been normal, full capacity, they were much stronger than he remembered. The only logical conclusion was that they were.

The next few showed up in quick succession. He again suspected that these had been developing before, but due to him being catatonic, he rarely was in a scenario where he may have accidentally used them, and even when he did, he was too out of it to notice. When he settled back into the real world, he began to realize how often he would run into things, or grip something too hard and leave a dent in it. Super strength, agility, speed, and even the ability to heal cuts and bruises quicker. He knew these couldn't just be in his head, because he'd never seen anyone crush their door handle like a crumpled wad of paper, or stab a fork through a plate and into the table when they tried to spear a bite of macaroni and cheese a bit too hard. Both of those were fun to hide from his aunt.

The last one was rather unusual, but not to say useless. It showed itself in a rather weird way as well. He didn't often go outside at night, so it was no surprise that night vision was both a shock and a late revelation to his list of powers. But there was no other explanation for how clearly he saw things in the dark dead of the night. In retrospect, maybe he should have expected that with his heightened senses, but it was still an odd experience when it happened.

Armed with these powers and all the knowledge he possessed, he also spent this time to work on the making of some sort of suit. Every hero had to have a suit. Even Tony Stark, aka Iron Man, still had one, despite revealing his identity years before. And Peter wasn't so sure how he felt on that front; keeping it a secret seemed a better idea for now, not least of all because if his aunt found out… well, it was likely his vigilante days wouldn't last very long, to say the least. She didn't need that extra stress in her life right now, anyways.

So he knew he needed a suit, and a name. He could always try for something sophisticated, something to make him sound smart, like he was worthy of trust and leadership, but… well, he also knew he needed to keep it simple enough to be recognized, and he was still a kid, regardless. He could sound as cool as he wanted, but it meant nothing if he couldn't back it up. And right now he had nothing but basic superhero powers. He had nothing to set him apart, nothing to make him worthy of trust or leadership even if he claimed it, and worst of all, he had no experience. He had nothing to back any fancy-sounding name or costume up.

In the end, he had to keep it simple. He had to stick with something he could do, and a name he could back up. And what better way to stay true to his roots than to go with a name related to what gave him his powers in the first place? Besides, a spider-like costume would be easy enough to make. Some colors and some stripes - he couldn't go all one color; he didn't want to seem like he was ripping off the only other spider-related hero there was - and he would be all set. He could do some basic sewing. It just wouldn't be fancy.

And of course, every hero needed a signature, something to be known by. For him, that was easy. He was a spider-man; he would have webs. He went to a science and technical school; he had access to everything he needed to make them.

By the end of that second month after the funeral - the end of his third month coming in to his powers - he had everything he needed. A suit, basic control over his powers, some rudimentary webs… he'd even quit the robotics team to make the time to practice and work on actually doing this whole superhero thing. He was set.

And so Spider-Man, officially, was born.

**So, I know the Russo brothers decided doing a retelling of his story of becoming Spider-Man and all that was redundant, but I wanted to explore a little of what made this particular version of Spider-Man tick, and I also wanted to do some sort of intro before just jumping right in to the story. And I know this chapter seemed a bit distanced - I did that on purpose. From here it will actually be from Peter's perspective (though still third person).**

**From here, after perhaps a chapter of Spidey doing his thing, we'll go in to the MCU versions, starting with Civil War as that's canonically his first appearance. I hope to upload this on a schedule, probably a chapter two days a week if possible, but we'll see how it goes at first before I set it in stone. And if you liked this and are interested in seeing more of this, then great, and thank you for reading!**


	2. Chapter 2

**Hello everyone! Thank you, already, to everyone who has commented, followed, etc to this story already. I'm super excited and already working hard on the next handful of chapters for you guys! I decided to go ahead and post today since I'm several chapters ahead already and because I hope to make Tuesday one of the update days for this. I'm thinking I'm going to try to go on a Tuesday/Thursday/possibly also Saturday upload schedule with these stories (meaning one of them will be updated every one of those days), and I'm hoping once I finish enough of this to be actually getting into the first movie era to start on the Iron Man one of these. I just watched it again today and I'm super hyped already!**

**Anyway, I won't drone on too much this time. Thanks to all the readers, and enjoy!**

PRE-CIVIL WAR ERA

Chapter One

The new formula was his best yet.

It had been several long months since he'd been bitten by the spider and discovered his powers, and they'd only seemed to grow longer after the death of his Uncle Ben. It took the realization that his pain wasn't unique, and certainly wasn't uncommon, for him to decide to do something about it.

Now, it had been a little over a month since he'd decided to become Spider-Man. And since day one, he'd been working. Working hard, practicing honing his senses, of accurately identifying things with his night vision, even going so far as to start going to a local facility to train. After all, if he was going to fight criminals, enhanced reflexes or no, he had to know how to defend himself. And every day, he got a little better.

None of his powers had needed honing like the webs, though.

Shortly after deciding to become Spider-Man, Peter had decided that he needed to have a signature to set him apart; something to go with his alter ego. The obvious answer for a Spider-Man was webs. But manufacturing said webs, and building something that he could use to harness them, was easier said than done.

It had been a long road to finding the perfect formula for the webs, and he'd spent a long time diving in the trash to find all the pieces he needed to build his web-shooters. He had to have two, he'd decided quite quickly. He had to have one for each arm, else he'd be off balance with his abilities, and he could easily be taken down if someone just got to the arm he had the shooter on. No, two was essential. And they had to have the same capabilities, which meant, in essence, they had to have the same pieces.

That was what made it tricky.

But after a month of working on it, he'd managed to find enough spare parts of similar varieties to make two small shooters that fastened around his wrists, made of thin but pliable rubber on the outside so that they should be virtually unbreakable and easily hidden under his sleeves or under some normal bracelets if need be. On the inside, of course, they were much higher tech.

It took so long because all the parts had to be perfect, and uniform - they had to look and function the same, and he had to be able to trust that everything was working. The webbing had been a work in progress the whole time; he'd easily figured out a basic formula, but he'd spent the time that he'd been unable to use it while he worked on the shooters perfecting it. Now it was strong, sticky, and it was the perfect weapon for a lot of things - until it dissolved after a few hours of exposure to the elements, that was. But otherwise, it was perfect. And if he had to wait two hours hanging off a building by his webbing or to have a criminal taken into custody with something besides it, he was likely in trouble anyway.

Speaking of trouble… Peter opened the door and stepped out onto the top of his apartment building, taking a deep breath. It was late - late enough to be in the darkest time of the night, but he needed to test his webs, and he needed to be sure that no one was there to see it. He was wearing his suit, of course - just in case anyone were to see him - but this would be his first outing as Spider-Man. It was time to test his equipment against the city, if not actually his powers against a real criminal - but if it failed, he'd be in equal danger either way.

Taking a deep breath, he stepped up to the rooftop ledge. He'd never been afraid of heights, which was part of the reason that he'd thought he'd be able to do this in the first place. But now, standing on the edge of the roof, knowing what he was about to do… he had to admit his palms were sweaty. His knees were a little shaky too. A strong gust of wind might even have been able to blow him over,

"Pull yourself together," he said out loud. "You can do this. You designed it all yourself. You can trust your tech. If you can't trust yourself, you can't trust anybody."

He took another deep breath, then shrugged off his jacket. It was cold, but hopefully, if all went well, he'd be moving enough that he would generate his own body heat and would warm back up fairly quickly. And on this vital first test run, the last thing he needed was for his webbing to be shot up his sleeve or something crazy like that. One mistake could get him killed right now.

Not wanting to let himself dwell on that train of thought for very long, Peter turned back to the ledge, looking around for a target. Somewhere within a few yards, with solid footing for him to land on. Preferably flat footing, or at least somewhere with it close, since it was his first time.

There! Not on the ledge he was standing on, that looked over to the buildings across the street, but one to the left of him. He carefully picked his way along the edge. There was also a stairway entrance to the roof on it, and the four walls surrounding the door were the perfect place for him to aim his webs, pulling him up to the roof instead of going down his first time. Down sounded incredibly scary right about now, what with the fact he could see cars that he knew were real looking like they were the size of toys under him. Plus, he would be able to jump off the wall and plant his feet on cement ground, flat and solid. Perfect!

Aim was one of the things he'd been carefully practicing these past few weeks, although he'd never quite tried aim at something above him while shooting from the inside of his wrist. He had to flex his hand a certain way to make sure his fingers didn't get in the way, and his arm had to be perfectly angled. A few practice shots at various targets made him realize it was much like shooting a bow, just without the recoil, and it only took one hand at a time.

After several practice shots with both hands to make sure his aim was fairly accurate - and it did tend to be, thanks to his training, although many of them were slightly off with his left hand, as it was his weaker one - he stopped, checking the fluid levels in the shooters. There was plenty left. More in his left than his right - again, because it was the weaker one, and he tried to shoot with it less often as it was less accurate - but he could easily switch them if need be.

Reassured by this thought, he decided it was time to actually try to test the webs. He moved so he was standing straight across from the dead center of the one side of the wall, taking his time lining up the shot with his stronger arm. He held his breath as he made the shot.

It hit exactly where he wanted it to, just below the center, making sure he'd have plenty of clearance on either side that he wouldn't be hitting his head off the roof of the entrance or scraping his toes up on the concrete ground as he came in. The webbing itself was rather opaque, to his surprise; it wasn't as translucent as he had expected it to be, but that was fine. It was honestly a bit reassuring for him to be able to see it better than he'd thought. There was no chance of him not knowing if he had missed that way.

He stepped a bit closer to the edge, setting his feet in the ground and leaning back, letting his body weight pull back on the webbing. If it snapped now, he'd just fall back on the roof. Might hurt a bit, but it certainly wouldn't kill him.

But neither of these things happened anyway. The webbing held, even when he tugged on it, then again with all of his strength. It stretched and turned a bit, but he could see no sign of breakage from where he stood, nor any threat of it. It didn't even look stretched, really, though he knew for him to have taken a step back and pulled with his entire body weight he had to have stretched it some, as it wasn't that long to begin with. The elasticity and durability was good, then. And it snapped back into place when he released the weight.

This was it, then. He didn't have any logical reason to hesitate any more. Nothing was keeping him on the ground besides fear. He took a deep breath once more to steel himself, then stepped back up to the very edge, grabbing the webbing tightly with both hands. He closed his eyes…

...and he jumped.

His stomach jumped with him, it seemed, right into his throat. The feeling of weightlessness, a tug like the ground had been ripped out from under him - because it basically had - and he was in the air, soaring, flying, and _holy hell_ it was colder than he thought it would be, and then -

Then it was over.

He hit the wall with a thump, and an "oof" escaped him involuntarily. He intended to try to land on the wall - the cohesion on his hands and feet should have made his grip stickier and stronger than anything he could think of - but he hadn't anticipated swinging towards the wall at such a high speed would make it hard for him to land as gracefully as he was used to being able to. Not to mention going up gave him a slightly different landing angle than he was used to, and trying to land sideways at that was just… not as easy as he thought it would be, sticky grip or no.

And so he slammed into the wall, spread eagle, with a resounding "oof," and fell to the ground, the wind well and truly knocked out of him. Thank God he had thought to go somewhere with ground under him, or… well, best not to think about what might have happened.

He rolled back onto his feet, exhaling a painful breath. Okay. So there was to be a learning curve here. He wasn't entirely surprised at that; more at how hard it was apparently going to be. Landing and balancing on a vertical surface was a lot harder than a horizontal one. Maybe that was to be expected, but… well. To say he _hadn't _expected it would have been an understatement.

Well, standing there puzzling over his own stupidity wasn't going to do him much good. He turned around, back towards his apartment building, and aimed for the entrance to his own rooftop. He'd go back and forth all night if he had to, until he got the basics down. This was his main power in a fight, not to mention his main mode of transportation around the city for the foreseeable future. He had to get it down pact.

He did indeed spend the rest of the night working on it, although he didn't mean to. By the time the first rays of sunlight were starting to creep over the horizon, rippling beautiful colors across the sky, he could swing back and forth fluidly from both buildings, landing on both the vertical walls and the flat ground under him without a hitch. His aim was still not quite as precise with his left arm, but he could work on that.

As the first rays of color started to streak the sky, Peter finally stopped. He honestly had gotten so absorbed in his flying around that he hadn't checked his watch in hours. And now he only had an hour and a half to sleep before he was supposed to be up for school. Great.

It was a testament to how hard he'd been working, how easily he latched on and swung back onto his apartment building, how gracefully he landed. He used his momentum to propel himself through a somersault and then back onto his feet, going back to the door and moving as fast as he dared down the stairs. He crept back into his apartment, painstakingly slowly - both because he was terrified to wake his aunt up and also because his energy was starting to fail him now - and fell into bed as soon as he entered his room, passing out immediately.

It felt like he blinked and his aunt was rapping on the outside of his door. "Peter? Are you up?" she called through the door.

Peter jerked up in the bed, rubbing his eyes and looking around rapidly. A glance down revealed exactly what he feared - he couldn't remember taking the suit off because he _hadn't _taken it off. _Shit_. If his aunt didn't have the decency to knock instead of just opening his door, he'd be finished before he'd even started. Which reminded him… "I'm up, May," he managed to call back, knowing if he didn't answer that she would indeed come in.

"Okay. Breakfast will be ready for you in ten," she called back, and then she turned and walked away, her footsteps more than audible to his heightened senses, even as she retreated.

When he was sure she was far enough away - in the kitchen, judging by the distance of the sounds from him, and the clanging that he was sure was metal pans - he forced himself to get out of bed and strip off the Spider-Man suit. He wrapped it up and stuffed it under his bed. It wasn't the most sophisticated hiding place, but he could work on that later. Right now, he had to focus on getting ready for the day, and making it through it without falling asleep.

He also found, upon trying to move much more, that he was incredibly sore. At first he couldn't fathom why - he hadn't been this sore since the first week or so that he'd started working out on the regular - but then he remembered how many tumbles and wipe outs he had had with his first couple tries, and suddenly it was a lot easier to understand.

Peter groaned, stretching out his sore muscles and heading to his closet to get clothes and get dressed. He was certainly tired, yes, and definitely sore - but he'd had a productive night, the first of many he hoped to have, and as such, he may as well get used to running on less sleep. And in the long run, it would be worth it.

Now that he had the basics down, he could begin to build upon them. And as soon as he was sure he could manage it, the real hero work could begin. As painful as this transition period would be, it was a good thing. It meant he was all the closer to his goal.

He was on his way.


	3. Chapter 3

**Hello everyone! So due to the fact I didn't work at all this week and I had a ridiculous amount of time to write, I decided to update both this AND The Internship today, as I had enough of both of them to be able to post. This chapter will be the last one that's pre-civil war. Next chapter, Peter will meet and be recruited by Tony to join the battle over Bucky and the Sokovia Accords! It's already written and while I had so much fun writing it, it is a monster, boys and girls, so buckle up before coming in for that!**

**Due to the ridiculous way my stats on these stories have blown up, I've decided that if a chapter gets more than ten reviews (between both FF and AO3, not on both separately) before update day, I will post the next chapter as soon as it's ready! Otherwise, at least a chapter for one of them will still go up on the Tuesday/Thursday/(occasional, if I can manage it) Saturday schedule. But they may have to be alternated to stay on the schedule the way I'd like too, so basically, it's just a way of getting your preferred story updated quicker if you do! Otherwise just keep doing what you're doing and I will continue to update things as demand comes! And thank you so much to everyone for reading, leaving kudos, follows, favs, etc. I appreciate you all, and I hope you continue to enjoy! 3**

PRE-CIVIL WAR ERA

Chapter Two

A week later, Peter found himself on the rooftop again. Only this time, it wasn't dark, and the block around him was far from quiet.

He looked down over the edge, fully clothed in his Spider-Man suit. In the past week, Peter had come on to the roof every night to practice, and his web-swinging ability had greatly advanced in that time. Now not only could he consistently hit where he aimed and land every swing - onto a wall or a floor, flat or slanted, above or below him - but he had learned to swing fluidly, back and forth between buildings, soaring through the air from building to building. Last night, he'd managed to swing miles across the city without stopping, then turn around - in midair - and come back.

That meant today was the perfect day for him to get out and finally try to put his powers to the test. This was New York; the areas surrounding him were crawling with crime, if one knew where to look. Surely he could find something to get into.

The best part was that today was Saturday, and his aunt was out of the house for the day doing work-related things. He'd left a note for her, on the off chance she came back before he did, that simply said he'd gone out for the day and would be home in time for them to go out to dinner as they typically did on Saturday night. One way or another, he would be.

Without another moment's hesitation, Peter ran up to the ledge and jumped. He closed his eyes, letting himself free fall for a moment, then, almost without thinking, his arm came out, and he fired at the nearest building.

It caught, exactly where he wanted it to, and he gripped it with that arm and swung, already stretching his other arm out to shoot again. He settled into a rhythm quickly, and soon he was in the downtown area with little effort.

He landed on the roof of an abandoned building in a crouch, looking down at the city around him. So far, he hadn't seen any sign of a crime. He turned again, swinging a few buildings down, scanning the ground around him every time, searching for a crime to stop.

At first, the work was boring. He didn't see anything, and he spent most of the time swinging between rooftops and people watching. With in the next few hours, however, things started to pick up.

It all happened in quick succession. He was crouched similarly on the roof of a building, watching people milling about under him, and he spotted a man moving through a busy metropolitan that he was sure was pickpocketing people as he went. He fired a web and took a deep breath, then swung down right in front of him.

There was a lot of gasps, and people started scrambling out of his way. The man himself even scrambled back, sliding the wallet of a man he'd just pickpocketed into his jacket as he moved.

It was a movement Peter didn't miss. "Uh, hey, buddy." He took a step toward him. "Give that back. Come on now. All of them."

Okay, so not the most intimidating approach.

But it worked. The man had his pockets full of a variety of things - a few wallets, some keys, even some random dollar bills - just whatever he could grab out of people's pockets, apparently. He dropped them all on the ground in front of him.

The guy he'd been pickpocketing right before Peter jumped in had scrambled back a few feet like everyone else, but had stayed, like many, to watch what was happening. When he realized his wallet was among one of the ones on the ground, he scowled. "Hey! That's my wallet!" He walked over and picked it up, waving it in the pickpocket's face. "Where did you get this?"

"Your pocket," Peter told him. "He was pickpocketing people- oh, hey hey hey!" The guy had pocketed his wallet and stalked towards the criminal, his face twisted in anger. Peter threw himself between them before he could take another step, putting a hand on his chest. "Easy, buddy. Don't do something you'll- hey!" The stranger tried to shove against him, but Peter held firm, grabbing his arm. "You do it and you'll regret it. I don't want to have to take you both in."

"What do you mean, take us both in? You just let him get away!" he snapped, waving a hand angrily.

Peter whirled around. He was right - the man had shoved his way through the crowd and disappeared. If he got high enough, he might be about to spot him and catch him, but he would have to go _now_, and he still had to do something about these wallets and various other possessions the man had dropped. "Well-" he started, weakly, unsure what to say. "Sorry. But hey, you got your stuff back. Now I need to get other people theirs."

He started gathering up the stuff off the ground. Suddenly a scream sounded from the alley on the opposite side of the building. No one flinched except him - but he was the only one who could hear it, because of his heightened senses. He froze in place, spinning around. He wanted to find the people who'd lost their stuff and return it, but… that scream. If he could stop something real-

He turned to the closest person and shoved the stuff into their hands. "Hey, can you take this to the nearest lost and found for me? Thanks." He spun around again, firing a web upwards and swinging around the building.

A minute or so later, he dropped down into the alley. As soon as his feet touched the ground, he spun around in a circle, searching for the source of the scream. It didn't take long to find - at the opposite end of the alley, a dark-clothed figure with some kind of long weapon was chasing someone - a woman, from the looks of it. Not that it mattered, but he couldn't help noticing. It spurred the thought that that could be anyone, even his aunt, and regardless, that was someone's friend, sister, daughter, maybe even someone's wife. She could be anyone, but she was something to someone, and he wasn't going to let anything happen to her on his watch.

Fueled with that thought and reckless determination, he fired a web a few feet above the man's head, then swung down and landed right in a crouch right in front of him. "Going somewhere?" he asked, his tone darker than he intended.

The man skidded to a stop and froze for half a second before swinging the weapon he had in his hand - a dark bat, upon closer inspection. Peter ducked, then step sided the next swing, bringing his foot up and planting it square in the man's ribs. He must have kicked him harder than intended, because the man went flying backwards into the wall, the bat clattering to the ground next to him. He hit it and crumpled like a ragdoll, clearly unconscious.

Peter stopped, taking a moment to regulate his breathing, then looking around for the woman. He'd hoped she'd been smart enough to just go, but she'd stopped at the end of the alley, watching him with wide eyes. He huffed out a breath. "Call 911," was all he said, then stepped up to the man, firing some webs on him and on the wall and ground around him to keep him in place until the police arrived.

Then, without waiting for her answer, he fired a web upwards and swung out of sight.

He landed on a nearby roof and crouched there, watching over the scene until the police came flying into the alley. Then he got up and went back to work.

After that, he didn't see any more crimes all day. Giving up in the early evening, he decided to head home. He'd seen enough action for one day, and he was hoping to find a decent hiding spot for his suit tonight. He couldn't keep leaving it under his bed. God forbid May went searching for something in his room and she found it just laying around. There would be no explaining that away, especially after today. He'd swung around in front of a few thousand people today, not even counting when he'd stopped those two crimes. Spider-Man wouldn't be obscure for much longer, he was sure.

He almost wasn't obscure for very long at all.

He swung back to his apartment building and scaled the wall to the floor their apartment was on. He approached the window that lead into their conjoined kitchen and living room and was about to slide inside when he noticed his aunt sitting on the couch. _Shit_. She was home early. And no doubt she'd already checked to see if he was home, which meant he couldn't just slide in through his own window and pretend he'd been there the whole time. She was too smart to believe that.

He flattened himself against the wall. What was he going to do? He couldn't just walk in there wearing the suit, not even considering the fact he could hardly walk through the whole apartment complex that way. But he also wasn't wearing anything under it, so it wasn't like he could just take it off and go in either.

There was only two ways he could think of to deal with this. Go back down and get some clothes from somewhere, and risk photos of him doing so being on the news and having him be identified based on a lousy tee shirt, or he could sneak into his room and grab some clothes, then sneak back onto the roof and change. And he would have to change on the roof, because he couldn't scale the side of the building without his suit.

He sighed, turning and climbing back to his bedroom window.

A few minutes later, he was heading back down the stairs from the roof, the suit tightly wrapped up and hidden under his jacket, which he'd also grabbed for the sole purpose of carefully draping it over his arm to hide his suit without creating a huge bulge in one of his pockets that his aunt would surely have noticed. He opened his apartment door and walked in, pretending to be surprised to see her in there. "Aunt May! You're home early."

"Oh, I didn't have to sit through as many meetings as I thought today, so… here I am." She looked back and smiled at him. "What did you do all day? Anything fun?"

"Huh?" Not exactly an articulate response, but it was all he had as his brain scrambled to come up with some excuse. It was harder than it should have been, mostly because of the sheer panic that overwhelmed him immediately when she asked. If he was going to do this superhero thing for real and have any hope of keeping it a secret, he'd have to get a lot better at lying. And keeping secrets. "Oh, nothing. I just… went out and got some food, hung out with Ned for a bit."

He cursed the words as soon as they came out. Great. Ned would surely cover for him, but he'd also want to know what he was doing in the first place that he needed to be covered for. It would be plausible to deal with May, but a story for Ned on the other hand…

His aunt, either oblivious to his internal conflict or graciously ignoring it, just smiled. "That's good. Did you have a good time?"

"Yeah, uh, a great time." He walked past her quickly as he could without seeming suspicious, heading for his bedroom.

"Good. Well, we can head out to dinner early if you'd like, since we're both back for the night."

"Sounds great. I'll be ready in a few," he called back to her, then slipped in his room, shutting the door firmly and slumping against it. He closed his eyes for a moment, steadying himself. He was sore, and exhausted, but he couldn't bring himself to regret it. He'd done a good thing today. And that feeling was enough to overpower anything else he may have felt.

Sighing, he got to his feet and went over to his bed, ditching the jacket and tossing the rolled up suit underneath of it. Finding a better hiding place would have to wait a little while.

When he left his room again, May was still on the couch, watching tv. When she saw him coming out, she waved him over, pointing to the tv. "Did you see this?"

He had to cover his mouth to hide his grin when he approached and saw what she was looking at.

News had broken of his escapades today, apparently. The reporter was talking about everything he'd done today - apparently, there were multiple reports of what he'd done in stopping the pickpocket, and several of the bystanders to the incident had taken pictures or videos of it. They played a video of his calling out the pickpocket and then stepping in between him and the angered man, and the suspect's subsequent escape while he was distracted. In this video, he could even see the moment when the man took off in the background, pushing through the crowd and running while he was distracted. They were also interviewing the lady that he'd saved in the alley about what had happened.

"I'm glad to see she's okay." The words escaped him before he could stop them.

His aunt turned and gave him a quizzical look. "What?"

"Uh… the lady. On the screen." Peter gestured to it, wishing, again, that he hadn't opened his big mouth. "They said she was attacked, wasn't she? But she's okay. That's good."

"Yeah, thanks to this Spider-guy. I wonder where he came from." She stared at the screen for a moment, studying an out of focus picture somebody nearby had taken of him. "Huh."

"Yeah, I wonder," Peter murmured, mostly to himself, grabbing a jacket off the rack on the wall. Then, louder, he said, "Well, maybe he'll stick around for a while."

"Maybe. That'd be nice. Lord knows all the big superheroes can't be bothered with street crime, so maybe he'll clean up the area a bit." She shut off the tv and stood up. "Maybe he'll also work on a new suit. That one is pretty rudimentary. And those goggles…" She chuckled a bit, grabbing her jacket and moving past him to open the door. "I get why he might want to keep his eyes covered, but really? I think he needs to hire a superhero tailor."

Peter's grin faded, and he cleared his throat and turned away as he put on his jacket. She knew absolutely nothing about why he needed the goggles, but it didn't really matter. While duly noted, he'd done the best he could on the suit right now. Perhaps he could upgrade it in the future, but that future wasn't soon. "I'm sure he'd be thrilled to know that," he muttered, then followed her out.

But even as they rode to dinner, the damper on his good mood couldn't last long. Yes, he'd done good things today, and even better than that, he'd done exactly what he set out to do. Spider-Man was an established figure now.

And now the fun part could begin.

**Hope you enjoyed! Civil War starts on Tuesday!**


	4. Chapter 4

**Hello everyone! I just want to say a big thank you for all the follows and favorites here as well, even if this story isn't as wildly popular as the other two. This is actually an altogether more normal feeling for me, so it's nice to have one people aren't eating me alive to get more of xD anyway, CIVIL WAR IS HERE! Yay! I had such fun writing this chapter. It is not exactly a carbon copy of how the scene goes in the movie; I did change some things here and there, adding some dialogue, moving some things around, etc. I hope that means it'll feel fresh and keep you on your toes while still reliving some of our favorite movie moments. Personally I know this scene in Civil War is one of my all time favorite moments in any of the movies, so it was great for me, at least. Anyway, I hope you guys enjoy reading it as much as I did writing it, and I'll leave you to it! :)**

INTRO TO CIVIL WAR ERA

Chapter Three

Another few months passed this way. Peter made time every night to go out and parole the streets, even if it meant sneaking out once May was in bed. He was incredibly careful to always make sure she was really asleep before leaving and never wake her up on his way in or out. He didn't want to know what the repercussions would be if he did, and besides - she'd been through enough.

As the days went by, he landed more and more saves, and gained more and more recognition. He was actually feeling kind of proud of himself. There were some particularly fantastical saves in the mix that he still wouldn't be entirely sure had happened if they hadn't ended up on Youtube.

Actually, a lot of videos of him had been making the rounds on Youtube, and he wasn't entirely sure what to make of that. On one hand, it was pretty cool to be a closet Youtube star, and to have people everywhere speculating about his identity. On the other, it made it pretty hard to keep his identity a secret, and it definitely made him feel the pressure of keeping it that way.

The longer he did it, the easier it became to fall into a routine and make time for him to do the things he still needed to do on top of being a hero. By now, he'd fallen into a fairly repetitive routine. He'd get up and go to school as he always had. Directly after, he would take about two or three hours of free time to do various things - school activities, homework, hang out with his aunt if she was home early enough, catch some extra sleep, or even sling around for a few hours as Spider-Man during the afternoon. Whatever it was that needed to be done that particular day, he tried to get done in that time. After that, he would make sure he was home, have dinner with his aunt, help with everything that needed to be done around the house if he hadn't been there to do it before, then get ready for bed. He'd spend however long it took for May to fall asleep either catching an extra wink of sleep or finishing whatever needed to be done up if he hadn't been able to do so before, be it homework or just fiddling with different projects, then head out for a few hours of hero action when he was sure she was down for the night. He was always back in time to get exactly two hours of sleep before school.

It seemed like an action-packed schedule, particularly since he wasn't getting a lot of sleep. But he found the longer he did it, the easier it became. Maybe it had something to do with his newfound powers, but he'd discovered that he didn't need a lot of sleep in general. Catching two or so hours of shed-eye a night was plenty for him to get by on.

Lately, though, tensions in the city had been running high, particularly towards superheroes, so he tried to stay out of eyesight the past few weeks unless he was helping somebody or stopping something. The Sokovia Accords had been presented recently as a way to control the Avengers, the heroes behind a lot of the action - and the destruction - in New York and various other cities over the past few years. And while he wasn't associated with them, he _was _becoming a hero in the public eye. It was a wonder people weren't calling for him to sign too. He admired many of the Avengers, he couldn't lie, but he was also glad he wasn't being associated with them right now.

Today had been a pretty good day for Peter. He had a lot of tests - which wasn't the most enjoyable, although he was feeling pretty good about all of them, and that in turn meant that he didn't have a lot of homework. He'd spent a little free time outside, since he could spare it today, looking for tech, and had come upon a perfectly good DVD player that had been tossed out by someone - likely they had bought another one and just gotten rid of it. Or maybe it was because they had lost the remote, judging by the fact that there wasn't one with it in the bag he'd found it in. That didn't bother Peter at all, though; he could rig up one easily enough. It wasn't even hard tech to come by to do so.

The DVD player tucked under one arm, Peter walked home, taking his time. He would still get there over an hour earlier than he normally arrived. It seemed like he would have a lot of free time this weekend, which was fine by him. More time to patrol the streets or even just hang out with his aunt, depending on her plans. He was semi-lying low in light of all the stuff going on, after all. Call him paranoid, but he didn't want dragged into any of it if he could help it.

When he arrived at his street, the first thing that caught his eye was some completely over-the-top flashy car parked right outside their apartment building. He felt his mouth fall open. He didn't know much about cars, but he knew enough to know an expensive one when he saw it. It looked like something straight out of a Fast and Furious movie.

"Weird," he said aloud, still eyeing the strange car as he walked past it. Where had that come from? Someone visiting, maybe? Or maybe they had a rich new tenant. His aunt would likely know if they did. He'd just have to ask her.

He went inside, using his key to get upstairs and going to his apartment. He checked the handle and found it, oddly, unlocked. He frowned a bit. May never left the door unlocked. He cracked it open and slipped inside, half expecting something bad to greet him. "May?" he called cautiously.

"In here," she called from the living area. Peter exhaled a breath, some of the tension leaving his body at her voice. He felt a little foolish, but on the inside, he knew he had plenty of reason to be paranoid at this point. She was all he had left, after all. And if anyone found out his identity and knew that…

Shaking the thoughts away, Peter pocketed his keys and walked in. "Hey, May."

"Hey. How was school today?" Her voice had an unusually peppy edge to it. He had to keep himself from frowning at the sound. Not because she seemed oddly happy, but because she only forced that voice when there was someone around. Could the investigators be back again? It would certainly explain why the door was unlocked.

"Yeah, it was good. Hey, do we have a new tenant or something? There's this really flashy car outside, and-..." He stopped dead in his tracks as he rounded the corner, his words failing him abruptly. There was no way he could actually be seeing this.

Tony Stark was sitting on the couch with his aunt.

Of course, he recognized the billionaire on sight; who didn't know who he was, hero or no? Besides, he'd been all over the news recently about the whole Sokovia Accords thing, and his very public feud with Captain America. No one really knew the details - if they did, no one was inclined to publish them - but the basics were clear. Tony had been willing to sign; Cap had not. And from there, things had gone downhill pretty quick.

All these thoughts flicked through his mind in a few seconds, all of which he'd been staring dumbly at Tony. He blinked, once, then again, making a conscious effort to close his mouth. "Uh…"

"Peter, this is Tony Stark. He's here to see you," his aunt prompted, giving him a knowing look and gently nudging him to speak.

Tony turned to him, a small grin dancing around the corners of his mouth. "Mr. Parker."

"Uh… hello, Mr. Stark." Peter blinked again, trying to shake himself free of his stupor. "Yeah, I'm-I'm Peter. What are you… what are you doing here?" To say he was star-struck probably wasn't exactly the right word for the feelings that were coursing through him - including, oddly, some fight or flight responses that he didn't have the time to chew through right now - but it was about as close to the reaction as he could get.

Tony chuckled, sitting up and shrugging once. "Please, call me Tony. And I simply thought it was about time we met. It's only been almost a month I've been trying to get in contact with you. You have been getting my emails, haven't you?"

"Email?" His brows furrowed, and behind his aunt's back, Tony looked pointedly at her and gave him a subtle shake of the head. Whatever this was about, apparently, it was something she wasn't supposed to know. _Great. More secrets_. "Oh! Yeah, yeah. Those emails. About the…"

Thankfully, his aunt cut him off before he could really finish, so his hesitation didn't threaten to betray him a second time. "Peter, you didn't tell me about the grant."

"Yeah, the grant, for…"

"The September Foundation," Tony completed, again finishing for him before his hesitation could give him away. "Remember when you applied?"

"Yeah?"

"Well, I approved. So, now we're in business." Tony leaned back against the couch, his arm draped over the back of it.

"Yeah, and you didn't tell me anything about it! Really, Peter. What's up with that? Are you keeping secrets from me now?" May looked at him expectantly, crossing her arms over her chest.

"No, no, no! Of course not, May. I just…" He stopped, fumbling for a cover. "I just know how much you love surprises, so I thought… I thought I'd wait until we had it all hashed out, so I could tell you about it and surprise you with it all at once. Do something for you for once, you know?" He looked at Tony again. "Uh, what did I apply for again, exactly? I mean, what kind of grant is this supposed to be?"

Tony shrugged. Nothing Peter was getting from him revealed anything. The man had an excellent poker face, and it was not helping him at all right now. "That is exactly what I'm here to hash out, kid." He stood up, shaking his aunt's hand. "I'm going to need a few minutes with Peter, if you don't mind, but thank you for being such a gracious host while I waited. And this walnut date loaf is exceptional." He picked up another piece before turning away.

"Of course, Mr. Stark. Any time." May offered him a winning smile, watching as he stepped around the couch to approach Peter.

As he drew near, Peter felt himself growing more tense. While he'd always admired Tony from afar, being in his presence was more intimidating than he'd imagined. It didn't help that this whole meeting was clearly based on deception, and that had his senses tingling off the charts. This knowing tingle was a newer power, still coming in; a sixth sense that allowed him to perceive imminent danger and deception. And right now it was roaring more than it ever had yet.

If Tony could sense his tension at all, he said nothing about it, flashing him another one of those half-smiles. "It's so hard for me to believe that she's someone's aunt, you know?" he said in a mock-conspiratorial whisper to Peter.

"Yes, well, we come in all shapes and sizes." May was blushing, he was sure of it, and suddenly he was fighting the urge to run again for an entirely different reason.

"That- that's enough of that. I'm going to stop you there." Peter looked at Tony, and, in an effort to keep up the facade and turn the conversation back to altogether safer territory, he asked, "So… uh, this grant. There's like money involved, or whatever, or… no?"

Tony chuckled. "Yeah, of course there is. It's pretty well funded. Look who you're talking to. Anyway." He gestured ahead of them, taking a bite of a piece of loaf he still had in his hand. "Show me your place, why don't you? Then we can sit down and hash this out."

"Uh, yeah. Sure." Peter took the lead, stepping in front of him and leading him back the hall to his room. He opened the door and went in, dropping his backpack by the door and throwing the DVD player that he was still awkwardly holding on his bed. "This is it. Home sweet home." He felt more than a little awkward, standing in the middle of his tiny bedroom while the multi-billionaire looked around, taking everything in with a cryptic eye.

"Hm. Not bad." Tony stopped right inside the door, looking around for a moment before pulling the door closed behind them and flicking the lock shut. Peter's brows furrowed a bit, but before he could comment, Tony was moving again, spitting the piece of loaf in his mouth into the trash and throwing the rest of what was in his hand away with it. "You know, as walnut date loaves go, that wasn't bad. Too bad I don't actually like it."

Peter frowned. "Then why'd you take it?"

"Manners, Mr. Parker." Tony did a quick three-sixty, taking everything in. His eyes landed on Peter's desk in the corner, and the stacks of old technology piled there. It was a mess, and there were old computers and other things in various states of disassembly all over it. Tony walked over, humming slightly. "What do we have here? A retro tech collection, huh?"

"It's not all retro. Just tech. I like to build things." Peter still stood awkwardly in the middle of the room, somehow feeling like he was the one out of place.

Tony nodded once, as if this made sense, picking up and looking at a few things. "Thrift store? Salvation army?"

He would ask, wouldn't he? Peter cleared his throat a bit awkwardly. "Uh, the garbage, actually," he admitted, looking down.

Tony turned to him, raising an eyebrow. "You're a dumpster diver. Really?"

"Hey, not all of us are rich enough to buy the tools for whatever we want to make, Mr. Stark. So, uh, yeah, I take old stuff out of the trash and reinvent it. _Anyway_," he added quickly, "Listen, I'm… flattered, but I definitely didn't apply for your grant, so-"

"Ah-ah-ah." He held up a finger to stop him. "Me first."

"Uh… okay." Peter stopped, frowning a little. "I'm- I'm listening, I guess?"

Tony leaned against his dresser and pulled out his phone. Now that it was just them, he'd dropped the facade completely, it seemed. "I just have a few questions for you, Mr. Parker. Mostly rhetorical, mind you, so I'd appreciate it if we could keep the crap to a minimum and just agree to tell each other the truth here." He hit a button on his phone, and a holographic video appeared in the air above it. Peter felt his heart lurch into his throat at the sight of what appeared to be a bunch of videos of himself as Spider-Man flashing through the air in rapid succession as they played out. _Oh no._ "That's you, right?"

"What?" Peter actually took a step back, shaking his head. "Um, no. Of course it's not. What do you… why would you think that?" He was back to being flustered enough to not be able to form complete sentences, which surely didn't help his case at all.

Tony just quirked a brow at him, his face - still visible through the hologram, just shrouded in blue light - clearly showing how much he believed him. Suddenly, as if on cue, he turned to phone to accommodate a portrait video, showing him jumping down between an out of control car and a bus, catching the car just before it could go crashing into the side. "Yeah, I'm sure. But seriously, look at you go. Wow! I mean, what a catch. 3,000 pounds, 40 miles an hour, give or take a little. The fact that that velocity didn't send you flying into that bus yourself and smash both you and the car is… well, impressive." He tossed the phone onto his desk, the hologram still playing his mashup of videos as he walked around him. "It's not easy. You've got some mad skills."

Peter took a breath, holding his gaze until he'd wandered past him and then moving over to the phone. He intended to turn off the hologram, but found himself entranced for a moment by the crappy video of his first save - the one of him and the angry man and the pickpocket, the one he and his aunt had seen first on the news. "Listen, that's all… you know that's all fake, right? I mean, you found that on Youtube, right? It's all done on the computer. I would have thought you of all people would recognize that when you saw it, Mr. Stark." Suddenly he realized what he was doing, and he quickly refocused himself, ignoring Tony's unimpressed hum as he figured out how to shut off the holograph and did so. "It's like that other video. What was it again?"

"Oh, you mean like those UFOs over Phoenix?" A pause, in which Peter had turned away again long enough to set the phone down until Tony said, "Oh, what have we here?" in that knowing tone of his.

There was a thump, and Peter dropped the phone and whirled around to see that Tony had found the hiding place he'd made for his suit - a loose tile in his ceiling, somewhere May would never think to look, and somewhere he'd _thought _it would never accidentally be found - and had promptly used the closest thing he could find to knock it loose.

Peter's eyes widened a bit. His suit swung out, attached to a string with a slipknot in it for simple storage and easy removal purposes. Almost before it had dropped completely down, Peter leapt into the path, shoving it behind him and trying to lean casually against the wall to cover it up. "That's… uh…uh…" He faltered, unable to come up with any even semi-logical cover for what had just happened.

Tony turned to him, putting the bat he'd picked up back down into place and crossing his arms. "I tried to tell you it'd be easier just to admit it, but…" he shrugged, walking over to him and stopping a few feet away. "So. It _is _you. You're the… Spider...ling…" At Peter's incredulous look, he tried again. "Crime-fighting Spider… You're Spider-boy." He tilted his head at him, waiting for a response.

There was no sense in denying it at this point. He'd clearly already come in knowing - although how was completely beyond him. Peter sighed, crossing his arms petulantly. "I'm Spider-Man, yeah," he conceded, his voice not much more than a whisper.

Tony just snorted, shaking his head. "Not in that onesie you're not."

Peter frowned at him, stalking across the room to pick up the phone again. "I don't believe this. I was actually having a pretty good day today, you know, Mr. Stark. I didn't miss my train, I found this perfectly good DVD player laying around… even my Algebra test. Nailed it. But now…" He turned and made to hand it back to him, but stopped when he turned around and saw Tony had picked up the suit and was studying it, searching for the knot to unwrap it. After a moment, he looked back at Peter again.

"Who else knows? Anybody?" He settled in one of his small chairs, starting to unwrap it and inspect it.

Peter sighed, leaning heavily against the desk. He debated the merits of telling him for a moment, then just shook his head once. There was no point in holding anything back anymore. "Nobody," he admitted finally.

Tony didn't even look up. "Not even your unusually attractive aunt?"

"What?" Peter straightened. "No. No no no no."

"Why not?"

"Because! If she knew, she would totally freak out. And when she freaks out, I freak out, and it's just… no." He swallowed hard, looking away. He'd started to say that she'd already been through enough, but stopped, not wanting to hash out his past with the billionaire right now.

Tony nodded once, his attention still mostly on the suit. If he noticed his hesitation, he said nothing. "You know what I think is really cool?" He plucked an extra canister of webbing from the bag Peter kept tied up with the suit. "This webbing." He paused for half a second, and that was all the more warning Peter got before he'd thrown the webbing right at him. Again that tingle went through him in warning, and his hand came up almost before Tony had made the move to throw the webbing. He caught it without looking up, taking a breath before glancing back over at him. Tony was studying him closely, his eyes narrowed. "The tensile strength is off the charts. Who manufactured that?"

"I did." He pocketed the webbing.

"Interesting," Tony murmured, his gaze still on the suit. Unsure if that was in response to what he'd said or something he'd discovered about the suit, Peter said nothing, folding his arms and watching him as he flipped it and turned his attention to the hands of the suit. "Climbing the walls with these, are you? Cohesive gloves. Clever. How'd you come up with that?"

"It's a long story, Mr. Stark. I was, uh…" he stopped when Tony removed his mask, studying it for a moment before flipping open the goggles and holding them over his eyes.

"Good Lordy! I'm blind!" Tony frowned, removing them for a moment before holding them to his eyes again, apparently testing to see how his vision was normally versus through the filters Peter had built in them. "Can you even see in these, kid?"

Unable to contain his agitation any longer, Peter walked over and yanked the suit away, balling it up and throwing it back in the closet. "Yes. Yes, I can see in those, okay? Look, it's just that…" He stopped, searching for the right way to explain what had happened without actually having to go through explaining everything that had happened. "When… when what happened to me, happened, it like… my senses have been dialed up to 11. There's just way too much input, so I designed them to help me filter it out. They just…" He didn't usually fumble with words this much. This day had taken a complete tailspin so quickly that he didn't even know how to react. "They just kind of help me focus."

Tony studied him for a moment in silence, then leaned forward. "Listen kid. You're in dire need of an upgrade. Systemic, top to bottom, 100 point restoration."

Peter made his way back over to his bed, sitting down slowly. It wasn't an unfamiliar sentiment nowadays. May was only the first of many to criticize his rudimentary outfit - with Tony being the latest in a long line. He shrugged. "Okay?"

"So that's why I'm here." Tony leaned back, crossing his legs. "But first, I gotta know. What's your MO? Why are you doing this? What gets you out of that twin bed in the morning, hm?"

Peter closed his eyes, lowering his head. For a moment, the grey feeling that he'd tried so hard to shake threatened to come back, encompassing him and dulling the world around him. Then he shook it off. "Because…" he took a deep breath. "Because I've been me my whole life, and I've had these powers for 6 months now. And I want to just stay… me." He sighed. "Sure, I would love to play football, or do any of the things I couldn't before. But I couldn't then, so I shouldn't now."

"Sure. Because you're different."

He nodded. "But I can't tell anybody that. So I have to pretend I'm not." He looked down, fiddling with his fingers in a desperate attempt to not make eye contact, to have something to focus on. It was a perfectly acceptable answer, but Tony wanted more, he could feel it. He closed his eyes again. "When… when you can do the things that I can, but you don't…" He heard and sensed Tony leaning closer, rather than saw, as he was determinedly keeping his eyes closed, holding on to his focus. "Then when the bad things happen… they happen because of you." He opened his eyes, exhaling a deep breath and looking up at Tony. He was looking at him again with that thoughtful look on his face.

"So…" Tony straightened again, looking at him. "You want to do your part, is that it? You want to look out for the little guy. Make the world a better place, and all that."

Peter relaxed slightly when he didn't try to pry into his business any further, despite knowing it was obvious to the elder man that there was more to the story than what he'd said. "Yeah. Yeah. Just… yeah. That's what it is." Better to go with that for now than accidentally bring it up again. It wasn't so far from the truth, anyway; it just wasn't the whole truth.

Tony stood up. For a moment, Peter thought he was going to leave, just like that, but instead he walked over to him, slowly, looking down at him for a long moment. Then he said, "I'm going to sit here, so you move the leg." Oh. His leg was stretched out over the end of his bed. Peter turned and scooted down a few inches, putting some distance between him and the older hero as he sat down. For a moment, they sat in silence, and then Peter felt Tony's hand come down on his shoulder. He looked up, surprised, only to see that he had moved a bit closer and was watching him with some indistinguishable emotion on his face. "You got a passport, kid?"

Peter shook his head. "No. I don't even have a driver's license." They didn't travel much. He and May both walked most everywhere, and there were taxis for when they couldn't or didn't feel like it. And after his parents' deaths, neither of them fancied the idea of flying, even if they'd had a reason to, which they didn't.

"You ever been to Germany?"

Peter's brows furrowed a bit. "What? No." He'd just said he didn't have a passport. How would he have gotten to Germany?

"Oh, you'll love it." Tony squeezed his shoulder. "It's quite nice, actually. There's-"

"Hey hey hey!" Peter pulled away, looking at him incredulously. "I can't go to Germany!"

Tony leaned back, mirroring his body language. "Why not?"

"Because!" The word exploded out of him. Tony just stared at him, looking unimpressed, so he tried again. "I got…uh…" A million and one reasons that he couldn't share on why he didn't want to go to Germany, for starters. "Homework," he finished lamely.

Tony scoffed, rolling his eyes. "I'm gonna pretend you didn't say that." He got up. "Come on, kid. Give me a real reason."

"That is a real reason!" Peter got up, pacing over to his desk again, agitated. "I can't just drop out of school, Mr. Stark. Why would you want me to go to Germany, anyway?"

Tony pressed his lips together, looking at him through narrowed eyes for a moment before sighing. "Listen, kid. I'll level with you here. I like you, and I want to help you out, but I need something in return. Some help."

"Help?" Peter crossed his arms. "What kind of help could I possibly have for you? You're Iron Man!"

Tony waved it off. "Yeah, but, I'm still only one man. Even superheroes need some backup sometimes, kid. Now, what do you say? I'll fill you in on the details on the way there."

There it was again, that tingling sense of danger. Suddenly Peter realized why it had been going berserk in the first place. He backed away, shaking his head. "Oh, this is about this accord thing that's going on, isn't it? The Sokovia Accords. With all due respect, Mr. Stark… I'm flattered, but no can do from me. I don't want any part of this."

Tony frowned. "You don't even know what you're saying no to."

"Maybe not, but I know that I'm still a kid and that I can't afford to get in any legal trouble that could impact my future like that - hero or otherwise. I may not have all the details, but I know that I don't want my name involved in that. No way." And he didn't, not even for the chance to work with this man who was like a childhood hero to him. Wasn't this exactly what he'd been worrying about earlier?

Tony considered him for a moment. "What if I can promise you that that won't happen?"

Peter narrowed his eyes. "From what I understand, Mr. Stark, it's not really your decision."

"You're right, kid. It's not. How this whole thing plays out is legally no longer my decision." Tony stood up, crossing his arms. "And that's why I'm doing this. The Avengers are a family, Peter, and not just to me. And if I don't do something right now to keep it that way, then it won't be that way much longer." He took a step toward him. "I have less than 24 hours to get to Germany and get this thing sorted out before it's no longer legal for me to use my power to do anything to stop it from happening. That's all I have." He met his eyes. "Your name isn't in those Accords, kid. And they're not getting drawn up again, so believe me when I say it won't be. The only way you could get dragged into this officially at all is if something goes wrong, and I hope you trust me enough to believe that I won't let that happen. But right now? Right now, this is unofficial. This is off the record, and everything that happens in these next 24 hours is also off the record. And I need your help to make sure these 24 hours are all that's needed, because otherwise… you won't be the only one who's out of time." He stopped right in front of him, looking him dead in the face. "Now are you with me or not, Spider-Man?"

Peter uncrossed his arms slowly. "Alright. If you promise me… then I'm with you." He was still nervous about it, but… well, if he couldn't trust Iron Man, who could he trust?

Tony clasped him on the shoulder. "Good. Then let's get out of here." He started toward the door. "Could be a little dangerous, for the record. But I'll make sure nothing happens to you. Still, better tell Aunt Hottie I'm taking you on a field trip-" He reached for the door-

...only to have his hand glued to it by a web before he could flip the lock again. Peter froze for a moment. He didn't mean to do it, he'd just… panicked. "Don't tell Aunt May." It was a plea and a demand.

Tony raised an eyebrow. "Obviously, I'm not going to tell her that you're Spider-Man, smarty pants. But we have to tell her something. Not too much detail, mind you, but you don't want her to worry, right? Cause we could totally just take off without an explanation, but then she'd totally worry."

The panic that had flooded his system faded substantially. "Oh. Yeah. Yeah, that makes sense." He felt his cheeks heat slightly. He'd just webbed Iron Man's hand to a door in a moment of ridiculous panic. Who had said he was qualified to be a superhero, again?

"Oh, so we're good, then?" Peter nodded once. "Alright then. Now get me out of this, Spider-Man."


End file.
